March 31, 2009
March 31,
2009
VIA FEDERAL EXPRESS AND
ELECTRONIC MAIL
TRX
Capital, LLC
0000
Xxxxxxxx Xx.
Xxxxxx,
XX 00000
Attention:
Xxxxx Xxxxxxxx
Xxxx X.
Xxxxxxx Xx.
0000
Xxxxx Xxxxxx Xxxxx
Xxxxxxxx,
Xxxxxxx 00000
|
Re:
|
MGMT
Energy - Termination of Acquisition
Agreement
|
Gentlemen:
Reference
is made to that certain Acquisition Agreement, dated as of January 9, 2009, by
and among MGMT Energy, Inc., a Nevada corporation (formerly known as Quantum
Information, Inc.) (the “Company”), Xxxx X. Xxxxxxx
Xx., an individual (“Xx.
Xxxxxxx”), The Xxxx X. Xxxxxxx Xx. Family Trust (the “Trust”) and TRX Capital, LLC,
a California limited liability company (“TRX” and together with Xx.
Xxxxxxx and the Trust, “Sellers”). Each of
the Company and Sellers are referred to singularly as a “Party” and collectively as the
“Parties.”
By their
signatures below, the Parties hereby terminate the Acquisition Agreement,
pursuant to Section 10.01(a)(i) thereof, effective immediately following, and
conditioned upon, the approval of the shareholders of the Company of this letter
and the transactions contemplated hereby This letter is being delivered pursuant
to Sections 10.01(b) and 11.03 of the Acquisition Agreement.
Notwithstanding
Section 10.01(b) of the Acquisition Agreement, the Parties hereby agree that
neither Party shall cause its nominees to the Board of Directors of the Company
to resign as a result of the termination of the Acquisition
Agreement.
If you
are in agreement with the above, please countersign the enclosed copy of this
letter and return it to us.
|
Very
truly yours,
|
|
By:
|
|
Its:
|
Approved
and acknowledged as of March 31, 2009.
|
TRX
Capital, LLC
|
|
|
Name:
Xxxxx Xxxxxxxx
|
|
|
Title:
Authorized Signatory
|
|
|
The
Xxxx X. Xxxxxxx Xx. Family Trust
|
|
|
Name:
Xxxxxxxxxxx Xxxx
|
|
|
Title:
Trustee
|
|
|
|
|
|
Xxxx
X. Xxxxxxx Xx.
|
[Letter
Re: Termination of Acquisition Agreement]
